<p><b>Abstract</b>—An improved technique for 3D head tracking under varying illumination conditions is proposed. The head is modeled as a texture mapped cylinder. Tracking is formulated as an image registration problem in the cylinder's texture map image. The resulting dynamic texture map provides a stabilized view of the face that can be used as input to many existing 2D techniques for face recognition, facial expressions analysis, lip reading, and eye tracking. To solve the registration problem in the presence of lighting variation and head motion, the residual error of registration is modeled as a linear combination of texture warping templates and orthogonal illumination templates. Fast and stable on-line tracking is achieved via regularized, weighted least-squares minimization of the registration error. The regularization term tends to limit potential ambiguities that arise in the warping and illumination templates. It enables stable tracking over extended sequences. Tracking does not require a precise initial fit of the model; the system is initialized automatically using a simple 2D face detector. The only assumption is that the target is facing the camera in the first frame of the sequence. The formulation is tailored to take advantage of texture mapping hardware available in many workstations, PCs, and game consoles. The nonoptimized implementation runs at about 15 frames per second on a SGI O2 graphic workstation. Extensive experiments evaluating the effectiveness of the formulation are reported. The sensitivity of the technique to illumination, regularization parameters, errors in the initial positioning, and internal camera parameters are analyzed. Examples and applications of tracking are reported.</p>